Try our mobile app

Published: 2022-04-04 06:37:31 ET
<<<  go to HSIC company page
Form 8-K
HENRY SCHEIN INC false 0001000228 0001000228 2022-03-29 2022-03-29

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 29, 2022

 

 

Henry Schein, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   0-27078   11-3136595
(State or other jurisdiction
of incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

135 Duryea RoadMelvilleNew York   11747
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (631) 843-5500

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $.01 per share   HSIC   The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)    On April 4, 2022, Henry Schein, Inc. (the “Company”) announced that Gerald A. Benjamin will retire as Executive Vice President and Chief Administrative Officer of the Company, effective July 1, 2022, and will not stand for reelection to the board of directors of the Company (the “Board of Directors”) at its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). Mr. Benjamin will continue to serve as a director until the completion of the Annual Meeting and will advise the Company following his retirement.

(c)    On March 30, 2022, the Board of Directors appointed Michael S. Ettinger, 61, as Executive Vice President and Chief Operating Officer, effective upon Mr. Benjamin’s retirement on July 1, 2022. Mr. Ettinger, who joined the Company in 1994, has served as Senior Vice President, Corporate & Legal Affairs, Secretary since 2013 and Chief of Staff since 2015. Prior to his current position, Mr. Ettinger served as General Counsel for the Company.

 

Item 7.01

Regulation FD Disclosure.

On April 4, 2022, the Company issued a press release announcing recent changes to the Company’s executive management team, including those disclosed above. The full text of the press release is attached hereto as Exhibit 99.1.

The information in the press release attached as Exhibit 99.1 is considered furnished to the Securities and Exchange Commission and is not deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

 

Item 9.01

Financial Statements and Exhibits.

(d)    Exhibits.

 

99.1    Press Release dated April 4, 2022
104    Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

   

HENRY SCHEIN, INC.

(Registrant)

Date: April 4, 2022     By:  

/s/ Kelly Murphy

      Kelly Murphy
      Senior Vice President and General Counsel